The following is a translation of the notice in Hebrew published in the Company’s website on March 1, 2018 (the original Hebrew wording is binding)
ELBIT SYSTEMS LTD.
(the “Company”)
NOTICE OF THE COMPANY’S EXTRAORDINARY GENERAL MEETING OF SHAREHOLDERS
In accordance with the Israel Companies Law 5759-1999 and the Companies Regulations (Notice and advertisement regarding a general meeting and a class meeting in a public company and the addition of an item to the agenda) 5760 – 2000, the Company hereby announces that the Company’s Extraordinary General Meeting of Shareholders will be held on Wednesday, April 11, 2018, at 12:30 p.m. (local time), at the Company’s offices at the Advanced Technology Center, Haifa 31053, Israel (the “Meeting“).
Matters on the Meeting’s Agenda
- Approval of the New Compensation Policy;
- Approval of the grant by the Company of options to the Company’s CEO.
- Approval of the grant by POCell Tech Ltd of options to the Company’s CEO.
Record Date
The record date for determining the eligibility of shareholders to participate in and vote at the Meeting as specified in clause 182 of the Companies Law will be at the close of business (local time) on Wednesday. March 7, 2018 (the “Record Date”).
Voting by Means of a Proxy, a Proxy Card or an Electronic Vote and Position Statements
A shareholder may attend the Meeting and vote in person or appoint a proxy to participate and vote on his or her behalf at the Meeting (subject to the provisions of the Company’s Articles of Association). Appointment of a proxy must be in writing, signed by the shareholder and delivered to the Company’s registered office at least four (4) hours before the Meeting. In addition, shareholders may vote with respect to each of the resolutions on the Meeting’s agenda by means of a proxy card (the “Proxy Card“) that is attached to the proxy statement published by the Company on Thursday, March 1, 2018, with respect with the Meeting (“Proxy Statement”), and send it to the Company’s offices. Only the Proxy Cards received by the Company at least four (4) hours before the Meeting, i.e., by Wednesday, April 11, 2018 at 8:30 a.m. local time, will be taken into account in the voting process. A shareholder whose shares are registered with a member of the Tel Aviv Stock Exchange (“TASE”) is entitled, in addition to the methods of voting mentioned above, to vote by means of an electronic vote through the electronic voting system of the Israel Securities Authority (www.votes.isa.gov.il), subject to proof of ownership of the shares on the record date, as required by law. Voting through the electronic voting system will be allowed until six (6) hours before the Meeting, that is until Wednesday, April 11, 2018 at 6:30 a.m. local time.
In addition, a shareholder is permitted to express his or her position, through the Company, on the resolutions on the agenda of this Meeting by submitting to the Company a written statement (the “Position Statement”). Position Statements should be submitted to the Company’s offices, to the attention of the Corporate Secretary, Mrs. Ronit Zmiri, no later than Sunday, April 1, 2018.
The form of the Proxy Card and a copy of each Position Statement (if submitted) will be available to the public on the Israeli Securities Authority website at www.magna.isa.gov.il on the TASE website at www.tase.co.il and on the U.S. Securities and Exchange Commission website at www.sec.gov.
Review of Documents
For further details with respect to the issues on the agenda of the Meeting and the full version of the resolutions for approval see the Proxy Statement, which may be reviewed on the Israeli Securities Authority website at www.magna.isa.gov.il on the TASE web at www.tase.co.il on the U.S. Securities and Exchange Commission website at www.sec.gov and on the Company’s website at www.elbitsystems.com.
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ELBIT SYSTEMS LTD.